Steven Pizula
About Steven G. Pizula
Independent director of Monster Beverage Corporation; age 69; director since June 2019. Former Deloitte & Touche LLP partner (1977–2018), Certified Public Accountant, with leadership roles including Practice Growth Leader (Pacific Southwest), and membership on Deloitte’s National Committee for Audit Quality and National Partner Admissions Committee, bringing deep audit and accounting expertise to the board . The Board has determined he is independent under Nasdaq and SEC rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Deloitte & Touche LLP | Partner; Practice Growth Leader (Pacific Southwest Region) | 1977–2018 | Member, National Committee for Audit Quality; National Partner Admissions Committee; supervised audits of large multinational consumer products companies |
External Roles
| Organization | Role | Tenure | Type |
|---|---|---|---|
| The Whittier Trust Company | Board member | Current | Private company board |
| Hoag Hospital | Board member | Current | Non-profit board |
| Arnold and Mabel Beckman Foundation | Board member | Current | Non-profit foundation board |
Board Governance
- Committee assignments: Audit Committee Chair (since Jan 2021); Nominating & Corporate Governance Committee member (since Jun 2022) .
- Independence: Board has determined Pizula is independent under Nasdaq and SEC rules .
- Attendance and engagement: Board met 6 times in FY 2024; each then-acting director except Mr. Hall attended at least 75% of Board/committee meetings; all then-acting directors except Mr. Hall attended the June 13, 2024 annual meeting; independent directors held 9 executive sessions in 2024 .
- Committee activity: Audit Committee held 5 meetings in FY 2024; Nominating & Corporate Governance Committee held 1 meeting in FY 2024 .
- Lead Independent Director: Mark S. Vidergauz; executive sessions led by LID per charter .
| Committee | Role | Since | FY2024 Meetings |
|---|---|---|---|
| Audit Committee | Chair | Jan 2021 | 5 |
| Nominating & Corporate Governance | Member | Jun 2022 | 1 |
Fixed Compensation
| Component | Detail | Amount/Units | Period/Terms |
|---|---|---|---|
| Annual cash retainer | Standard non-employee director retainer | $85,000 | FY2024 |
| Audit Committee membership | Member fee | $10,000 | FY2024 |
| Audit Committee chair | Chair fee | $25,000 | FY2024 |
| Nominating & Corporate Governance membership | Member fee | $7,500 | FY2024 |
| Total cash fees | Sum of components | $127,500 | FY2024 |
| Equity retainer (RSUs) | Annual RSU grant | 3,592 RSUs; $175,002 grant-date fair value | Granted June 13, 2024; vests the business day prior to the next annual meeting |
| Deferred stock units (outstanding) | Prior deferrals of equity/cash comp | 20,208 units | Outstanding as of Dec 31, 2024 |
Notes: Non-employee directors receive an equity retainer (~$175,000) in RSUs that generally vest one day prior to the following annual meeting; directors may elect to defer cash/equity into deferred stock units under the 2017 Directors Plan .
Performance Compensation
Non-employee directors do not have performance-based pay; equity grants vest based on service and timing, not financial or ESG metrics .
| Performance Metric | Applicability to Director Pay | Notes |
|---|---|---|
| Financial/ESG metrics | Not applicable | RSUs vest time-based, typically one day before the next annual meeting |
Other Directorships & Interlocks
| Category | Entity | Role | Interlock/Conflict Notes |
|---|---|---|---|
| Public company boards | None disclosed | — | No public company directorships disclosed for Pizula |
| Private/non-profit boards | Whittier Trust Company; Hoag Hospital; Arnold and Mabel Beckman Foundation | Board member | No related-party transactions disclosed involving Pizula |
Expertise & Qualifications
- CPA; extensive audit/accounting experience, including supervising audits of large multinational consumer products companies .
- Leadership in audit quality and partner admissions; regional practice growth leadership .
- Brings governance and financial oversight depth appropriate for Audit Committee chair .
Equity Ownership
| Metric | Amount/Status | Notes |
|---|---|---|
| Beneficial ownership (common shares) | “–” (less than 1%) | As of April 11, 2025; beneficial ownership below 1% |
| Deferred stock units | 20,208 units | Settled in stock on distribution; count towards director ownership to the extent vested |
| Unvested RSUs | 3,592 units | Annual RSU grant; vests before annual meeting |
| Ownership guideline | 5× annual cash retainer | Non-employee directors must hold shares equal to 5× retainer; all complied in 2024 |
| Hedging/pledging | Prohibited under Insider Trading Policy | Anti-hedging and anti-pledging apply to directors; only Sacks/Schlosberg had limited pledges (not Pizula) |
Governance Assessment
- Strengths: Independent Audit Chair with deep audit/accounting background; strong committee engagement (Audit and Nominating); Board reports ≥75% attendance; independent director executive sessions held nine times in 2024; equity retainer and DSU holdings support alignment and compliance with 5× retainer stock ownership guidelines; anti-hedging/pledging policy enhances alignment .
- Conflicts/Red flags: No related-party transactions disclosed involving Pizula; Audit Committee oversees related-party matters (e.g., IFM promotional purchases tied to Sacks/Schlosberg family interests), increasing importance of robust audit oversight; no hedging/pledging by Pizula reported .
- Compensation mix: Cash plus time-based RSUs; no guaranteed meeting fees beyond standard retainers; no performance-based director pay—typical, reduces risk of short-term incentives misaligning oversight .
Overall signal: Strong board effectiveness indicators for Pizula (independence, audit leadership, attendance), with alignment via equity and compliance with ownership guidelines; no disclosed personal conflicts or related-party exposure .